Mimi Leder breaks down the best shots of Season 3, including when she nearly killed Justin Theroux (for real).

To get that one perfect shot, sometimes you have to go the extra mile. And if you’re Mimi Leder, who directed more episodes of “The Leftovers” than anyone else, you need your actors to trust you… with their life.

“I was terrified, but I was also mesmerized,” Leder said, remembering — with a laugh — shooting the scene where Justin Theroux put a plastic bag over his head and suffocated himself. “‘How long can I hold this before I kill Justin Theroux?’ And then I thought, ‘No, I don’t want to kill him. I love him too much.'”

The scene is just one of many iconic moments from the final season of one of television’s best series. Leder directed three of the final eight episodes and helmed every finale of the series, so to celebrate her impressive accomplishments, IndieWire sat down with Ms. Leder to sort through our favorite shots of hers as well as her favorite shots from the final season.

Below are the top choices, starting with Leder’s incredible work. (And check out our gallery for more memories from the final season.)

“The Book of Kevin,” Episode 1 – Nora’s First Bike Ride

Foreshadowing both the final scene of the episode and the finale itself, Nora first showed off her cycling skills via an extended one shot Leder used to draw attention to a number of peculiar events. Leder has long favored extended tracking shots, dating back to her days on “E.R.,” and they’ve only become more engrossing as her career has progressed.

First, of course, was the bike: As Nora leaves the house, we watch Kevin get out of bed and wander out to the deck overlooking the street. Nora hops on her bike and rides away. We’ll see her ride again at the end of the episode, hauling her crate of doves back to the Australian church in the distant future.

But we don’t know that yet. We just know something is off, and we know that because of the way Leder framed a simple act: Kevin walking to his closet.

“I wanted the audience to go, ‘Oh, he’s just getting his outfit out. He’s just picking his clothes for the day. Wait. No, no — there’s a little something more than that,'” Leder said.

Kevin suffocating himself was pretty jarring in and of itself, but watching him get out the tape and plastic bag evoked memories of the character’s deaths.

“I wanted to mirror the shot in both ‘International Assassin’ and ‘I Live Here Now.’ In both episodes, we had Kevin go into the closet and select his outfit — his international assassin outfit [in Season 2, Episode 8] and his police uniform outfit in Episode 10. I wanted to mirror those images so the audience knew something was happening here.”

But the shoot itself was tricky, as well. As mentioned above, getting a convincing shot of Kevin sucking all the air out of the bag required Justin Theroux to do the same thing.

“He just kept doing it — putting the bag over his head,” Leder said. “And I was so afraid of when to call cut and when not to because we first decided to leave a little air in the back, but there’s no air when he did it; when he put the gaffer’s tape on, there was no air. I was terrified, but I was also mesmerized.”

Theroux lived and all is well. (He’s made his love for Leder quite clear.) Onto the next.

“The Book of Kevin,” Episode 1 – Nora’s Last Bike Ride

Mimi Leder, like many great directors, falls in love not just with people, but places. Her location scouting is second to none, and in Australia, she loved a lot of things: the light in one spot, a riverbank in the middle of nowhere, and one distinctive tree (as we’ll get into shortly). But she also loved a road; the road Nora traversed at the end of Episode 1 and we didn’t return to until the end of the series.

“I was totally obsessed with the road, and the road had to be that road,” Leder said. “I had other roads in contention, but the road had to feel really isolated. You had to feel the journey from her going from her house on the hill to the church.”

To that end, IndieWire loved the giant, sweeping drone shot from both episodes, but first shown in “The Book of Kevin.” Leder used drones on a number of occasions during the final season, including the bright burst of yellow when Nora went to call Laurie during the series finale.

“This is one of my faves: When she’s riding her bikes through the yellow fields, the canola fields, to the phone booth,” Leder said. “It’s just so beautiful, so romantic.”

“Crazy Whitefella Thinking,” Episode 3 – The Burnt Corpse

When examining the above image, what stands out to you? Is it the charred corpse, perhaps? Or maybe your eye is drawn to the beaming sunlight. Perhaps you even spot the bright blue jean jacket of Kevin Senior (Scott Glenn), popping up from the bushes on the left?

Well, the most difficult aspect of setting up this evocative image — contrasting its tragic central figure and gorgeous backdrop — was the tree.

“I was obsessed with finding the right tree,” Leder said. “‘No, that tree’s not right. No, that tree isn’t quite it.’ I know people were looking at me going, ‘What’s wrong with her? She’s obsessed with this tree!’ And I’m going, ‘The tree has to feel right.’ I felt he needed to have a tree anchoring him, or he’d disappear into the vastness of the sky and the landscape.”

But in terms of the shot’s framing, Leder said it was a tiny part luck, and equal doses obsession and tribute.

“If this was shot with the sun at noon, it would not have looked like this,” she said. “It would’ve been a flat feeling, and we wanted this frame to be emotionally charged. We wanted you to feel Senior trying to get his tape back together [because] it so represented his relationship with his son.”

“So to me, it was an architectural thing, with the vehicle in the right frame, the tree in the left frame, and then the vast sky and the burnt corpse — which was, of course, our homage to ‘Walkabout.'”

“Crazy Whitefella Thinking,” Episode 3 – Scott Glenn’s Foot

As a director, Leder sees the world a bit differently than the rest of us. For instance, when we look at the scraggly, hairy face of Scott Glenn, we might see, for lack of a better phrase, a “crazy whitefella.” But when Leder looks at him, she sees a face caked with history. She sees Glenn’s life shining through his eyes and embedded in his skin. She sees a beautiful man, all the way down to his feet.

“One of the shots — I know this is crazy — but I loved shooting his foot,” Leder said.

She’s talking specifically about the sequence when Glenn’s character, Kevin Senior, has been bitten by a snake in the middle of the Australian outback and comes stumbling toward a riverbank to (presumably) die. At the end of his rope, Senior finds a small graveyard and leans back against a white cross, looking upward to the heavens as he closes his eyes.

“The cross was very much for me like the tree: He could lean against something powerful and religious,” she said. “His gaunt face, his eyes sunken, near death — I couldn’t stop shooting close-ups of his face because I was very obsessed with every line. He’s so handsome and beautiful. He’s such a beautiful man. It was really just getting him in the frame.”

But more than his face, Leder loved his foot.

“We used this lens called the scope lens, and I gotta give some great credit to Chris Cuevas, our A-camera operator [who told me about the lens],” Leder said. “It just allows you to get in a little closer while staying really wide. You can actually do lots of different lens sizes, but you feel like you’re right in it. I loved doing these shots of Scott Glenn’s feet as he was dragging them. I felt that that really showed how desperate he was.”

Continue reading for Leder’s favorite shots from the season finale and four more highlights from Season 3.